[Form 4] Southwest Gas Holdings, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Insider transactions at Southwest Gas Holdings (SWX): Robert J. Stefani, who is identified as SVP/CFO/Controller, reported transactions dated 09/05/2025. He received 12,546.739 shares of common stock at $0 per share upon settlement of performance stock units that vested after achieving the final performance goal. He also disposed of 4,880.807 shares at $78.60 per share. After these transactions the filing reports 37,211.447 shares beneficially owned following the $0 acquisition and 32,330.64 shares following the disposition line. The Form 4 was signed by a POA on 09/09/2025 and includes an explanatory remark that the received shares were settled performance stock units.

Positive

• 12,546.739 shares were acquired via settled performance stock units, indicating achievement of performance goals
• Form 4 includes an explicit explanatory remark describing the acquisition as settled PSUs, improving disclosure clarity

Negative

• 4,880.807 shares were sold at $78.60, representing a reduction in the reporting person's holdings
• The filing lists differing post-transaction ownership figures (37,211.447 and 32,330.64) on separate lines which may require reconciliation by investors

Insights

Financial Analyst

TL;DR: Insider vested PSUs and sold a portion of holdings; net ownership increased but transactions are routine compensation-related activity.

These filings show a compensation-driven acquisition of 12,546.739 shares via settled performance stock units and a contemporaneous sale of 4,880.807 shares at $78.60. The grant settlement at $0 indicates issuance on vesting rather than an open-market purchase. For investors, this is primarily an executive compensation event rather than a clear signal of a change in company fundamentals. The net effect is an increase in reported beneficial ownership depending on which post-transaction line is used; the filing lists 37,211.447 shares in one line and 32,330.64 in another, corresponding to different reported transactions.

Corporate Governance Expert

TL;DR: Transaction appears compliant and disclosed; vesting tied to performance goals and documented on Form 4 with POA signature.

The disclosure identifies the acquisition as settled performance stock units delivered upon satisfaction of a final vesting condition, which aligns with standard equity compensation practices. The sale of 4,880.807 shares is reported with a specified price of $78.60. The filing includes a power-of-attorney signature dated 09/09/2025, which is an acceptable administrative detail. There are no indications of unusual transaction codes or undisclosed derivative activity in this Form 4.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Stefani Robert J

(Last) (First) (Middle)

8360 S. DURANGO DR.

(Street)

LAS VEGAS NV 89113

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Southwest Gas Holdings, Inc. [ SWX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP/CFO/Controller

3. Date of Earliest Transaction (Month/Day/Year)
09/05/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/05/2025		A		12,546.739(1)	A	$0	37,211.447	D
Common Stock	09/05/2025		F		4,880.807	D	$78.6	32,330.64	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Settled Performance Stock Units delivered to the reporting person as a result of satisfaction of the performance goal for the final vesting condition of the award.

Remarks:

	Catherine M. Mazzeo, POA	09/09/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did SWX insider Robert J. Stefani report on Form 4?

The filing reports receipt of 12,546.739 shares from settled performance stock units and the sale of 4,880.807 shares at $78.60 on 09/05/2025.

Why were 12,546.739 shares issued at $0 on the Form 4?

The filing explains these shares were delivered upon settlement of performance stock units after satisfaction of the final vesting condition, which is recorded at $0 issue price on vesting.

How many shares does the reporting person beneficially own after these transactions?

The Form 4 shows post-transaction ownership figures of 37,211.447 shares on one line and 32,330.64 shares on another, corresponding to different reported transactions.

When was the Form 4 signed and who signed it?

The Form 4 includes a signature by Catherine M. Mazzeo, POA dated 09/09/2025.

Does the Form 4 indicate derivative securities activity?

No derivative securities are reported in Table II; the filing only discloses non-derivative common stock transactions and an explanatory remark about settled PSUs.